CONFIDENCE OF CLIENT  CONTRACT Texas Canons neither prohibit nor
compel attorney furnishing to Y, without Xs consent, a copy of partnership contract
drafted by attorney for client X, and under which X and Y operated as partners in the
past, unless attorney in drafting such contract was in fact representing both X and Y, in
which case Y is entitled to a copy.

Xs attorney received a request from Ys attorney for a copy of a contract
drafted by Xs attorney, and under the terms of which X and Y operated as a
partnership in past years, the requesting attorney asserting that Xs attorney had
represented both X and Y in the drafting of the contract, since he was the only attorney
involved. Xs attorney replied that he had never represented Y and that he would not
produce a copy of the contract unless Ys attorney obtained Xs consent to the
disclosure. Ys attorney replied, reiterating that Xs attorney had in fact
represented both X and Y, and threatening to take action through the Bar Association if
the copy was not forthcoming.

1. Do the Canons prohibit Xs attorney giving a copy of the contract to
Ys attorney without Xs consent?

2. Do the Canons compel Xs attorney to do so?

Opinion

The ethical question of preserving a client's secrets and confidences under Texas Canon 34, and the legal question of admissibility of
evidence regarding confidential communication are not always one and the same, however in
this particular case it makes no difference. The contract in question is not a secret or
confidence of Xs for the disclosure of which his attorney would need Xs
consent within the meaning of Texas Canon 6 and 34.
Compare A.B.A. Opinion No. 154. It would be ethical to furnish Ys attorney with a
copy of the contract without Xs consent.

On the other hand, there is no Canon or law which requires Xs attorney, as a
matter of legal ethics, to furnish Ys attorney with this document without Xs
consent, unless in fact Y was also the client of said attorney in the matter of drafting
the contract, in which case Y is entitled to a copy, and in which case the attorney's
failure to deliver a copy would be unethical. The fact that Y was not represented by any
other attorney in that matter is only evidentiary on this issue of fact. (6-0)